In the aftermath of the Spanish putsch at the UK's only listed architect, we report on how the new chief executive is setting out a European vision – with the backing of the shareholders
Last December, spanish architect Jose Luis Ripoll was in his Madrid office awaiting the Aukett end-of-year results in which, as a 13.6% shareholder, he had a keen interest.

As the results began to flicker across his screen he was optimistic. "We had got the impression that all the problems were being piled up on last year's results," he says, recalling Aukett's disastrous £2.4m loss in 2002. "I was hoping that this year's would show a profit."

Ripoll's face fell as he read on. Aukett had not only failed to record a profit, it had posted a further £157,000 loss. It spelt the end for the incumbent board. Within a month, Ripoll was grilling the non-executive chairman, Ian Mavor, about the board's perceived lack of European vision. And within three months, he was made chief executive, whereupon he replaced most of the board.

It was all a far cry from the confident predictions of Mavor's predecessor five years previously. John Thake was hoping for a tenfold increase in market capitalisation from £5m to £50m. As Ripoll took over, it stood at £4m.

The story of how the UK's only listed architect ended up in this position is the result of ordinary bad luck compounded by a lack of foresight. When the bubble in technology stocks burst, Aukett's orders for IT-related projects such as server farms had just trebled to 12% of its total workload. Then there was the impact on capital investment brought on by the 11 September attacks on the USA, the downturn in the London office market and the stagnation of the all-important German economy (see timeline).

65% of shareholders backed our proposals, including founder Michael Aukett

Jose Luis Ripoll, chief executive, Aukett

The twist in the tale is that Ripoll's new strategy has strong echoes of that announced by Thake back in 2000.

In 1997, Aukett allied itself with Imagina, a Spanish multidisciplinary consultant based in Madrid. Ripoll ran this part of the business and acquired a 13.6% stake in Aukett. In 2000 Aukett joined forces with a Belgian architect called Art and Build. Stephen Beckers, one of Aukett's new non-executive directors, comes from this company. Two years later, the firm reported a loss of £1.6m for the six months to 31 March 2002. In January 2003 it reported a loss over the year of £2.4m. Aukett then ended both alliances.

After it became apparent that Ripoll was to lead a revolt, the board wrote to its shareholders to explain what had happened. The letter read: "Mr Ripoll managed the company's joint venture with Imagina in Spain from its formation in December 1997 until the company disposed of its interest in July 2003, following a number of significant losses and cash funding requirements that the board was not prepared to continue supporting." The Imagina joint venture, it said, had recorded a loss of £208,000.

I didn’t think a board run by non-executive directors and an engineer was appropriate. We need good architects

Michael Aukett

Of Art and Build, the board said: "The company is now withdrawing as a result of its failure to generate any positive returns for shareholders in any year since acquisition." It added the Art and Build venture had resulted in a £289,000 loss.

Ripoll concedes "there were some problems" in 2002, but says they were part of the general downturn after the 11 September attacks and the corporate downturn associated with the dotcom crash. He does not take the board's claims personally. "The truth about the whole business is that they were just to get people scared and to back the former management," he says. "And I understand that."

Nor is Ripoll worried that he lacks a mandate for his present business strategy, which is to revive Thake's vision of becoming a pan-European architect. "The truth is that 65% of shareholders backed our proposals," he says. "We have support from many independent shareholders, many former head personnel at the company and Michael Aukett, the founder of the company."

He also rejects insinuations from the previous management that a company under his stewardship would indulge in reckless expansion. "Although there are many discrepancies in our views, I share some of the aims of the previous management," he says. "We still have no intention to expand. It's not about putting more money into Europe but developing a European network. It's time for Europe to start paying back investment from the UK."

There is more to this tale than sober British bean counters and reckless foreign expansionists. Ripoll has the support of former Aukett chairman Gerald Deighton, ex-managing directors Andrew Lett and Thake himself. He also received the vote of the firm's founder, Michael Aukett.

Aukett told Building: "I didn't think that a board run by two non-executive directors and an engineer was appropriate. What makes a practice is a good group of architects. A practice needs to sell good design, and I wasn't convinced we would be able to do that." He added that the decision to go public was a mistake. "Selling the quality of the design doesn't really go with plc companies," he said.

The four former managers all agreed with Ripoll's view that the company needed to embrace European opportunities instead of tightening its belt. "It's all about having a vision," says Thake. "We're hoping he will bring some entrepreneurial vigour and skill to the situation."

Ripoll's plans sound reasonable enough. He wants to restructure the firm into an "umbrella company" to draw in all of Aukett's European operations under one banner. "The idea is that some of the equities in each local partnership will be retained by the local manager for them to be part of the ownership," he says, adding that the arrangements in each office will differ because "each manager is different, each city is different, each country is different".

Will Aukett stay listed – or go into brewing?

Opinion is divided over whether the company set up in 1972 by Michael Aukett is going to stay listed. Jose Luis Ripoll may decide that the benefits are outweighed by the drawbacks that come from the increased scrutiny – seen most starkly in the recent boardroom struggle.

A consultant who has worked regularly with Aukett in the past 10 years described the problem. “They have probably never benefited at all from being on the stock market,” he says. “The ownership issues have given them all sorts of concerns which could be covered up in a private practice.”

Ripoll seems almost certain to change the financial status of the company. He is convinced that Aukett’s current size is too small to exist on the main stock market. He therefore has two options: he could expand the company through mergers and acquisitions, or he could migrate to the alternative investment market, which has less onerous regulatory requirements.

“We are talking about two different things,” Ripoll says. “There is Aukett Ltd, the architectural practice with a reputation for good design. Then there is Aukett plc, which has a responsibility to its shareholders. In terms of what we acquire, it could be anything – even a brewery, “ he says. “Whatever it is, though, there have to be synergies between the businesses.”

Aukett: The past five years

1999
June Aukett tells the City that it aims to increase its market capitalisation from £5m to £50m within five years
October It buys one of its Dutch joint venture firms, Aukett Kokon Beltman, for £580,000
December It raises pre-tax profit by 65% to £1m for the year to 30 September

2000
December Announces plans to move into the healthcare and pharmaceutical markets

2001
March Share price halves after Aukett issues a profit warning

2002
February It cuts UK workforce by 20%, blaming economic slowdown
May Boardroom reshuffle instigated after firm posts loss of £1.64m for the six months to 31 March

2003
January Issues pre-tax loss of £2.4m – its poorest results for many years, according to chairman Ian Mavor
June Announces healthcare joint venture with US firm The Ritchie Organisation
August Former managing director and chairman Andrew Lett leaves after 27 years with the firm

2004
January Rebel shareholders, led by its former Spanish arm Imagina Management, call for present board of directors to be replaced
March Directors ousted at extraordinary meeting. Imagina boss Jose Luis Ripoll voted in as chief executive and chairman